Whistleblowing Procedure

Legal & Privacy

The Whistleblowing System

The Legislative Decree of 10 March 2023, no. 24 ‘Implementation of Directive (EU) 2019/1937 of the European Parliament and of the Council of 23 October 2019 on the protection of persons who report breaches of Union law and on provisions concerning the protection of persons who report breaches of national regulatory provisions‘, dictated measures aimed at the ‘protection of persons who report breaches of national or European Union regulatory provisions that affect the public interest or the integrity of the public administration or private entity, of which they have become aware in a public or private employment context‘.

The purpose of the legislation is to facilitate the reporting of offences and administrative offences committed in both public and private employment contexts, while at the same time ensuring the protection of the reporter, who may not be the recipient of any direct or indirect retaliatory act as a result of the submission of the report (hereinafter ‘Report‘).

Public and private entities, within the terms and in the manner set out in the aforementioned Decree, are essentially required to set up a system providing for (i) the creation of one or more channels for the confidential forwarding of circumstantiated reports concerning violations of European or national laws or internal provisions of which the reporter has become aware in the course of his or her work activity; (ii) the prohibition of retaliatory or discriminatory acts against the reporter for reasons directly or indirectly connected to the report; (iii) disciplinary sanctions for those who violate the measures for the protection of the reporter and for those who make reports that prove to be unfounded with malice or gross negligence.

This system, known as the “Whistleblowing System”, is governed in Young Platform S.p.A. by this procedure (hereinafter “Procedure” or also “Whistleblowing Procedure“). In this context, the term “Whistleblower” (or also “Whistleblower“) is defined as the person making the Report, who may be: employee, manager, consultant, collaborator, freelancer, supplier, customer, or member of the corporate bodies of Young Platform S.p.A..

The Report may concern violations of European Union or national laws and regulations, ethical rules, principles, prescriptions and internal protocols of Young Platform S.p.A. (hereinafter also “Young Platform” or the “Company”) of which the reporter has become aware in the context of his or her work.

The Whistleblowing Procedure of Young Platform, drafted on the basis of the provisions in force, provides for forms of protection and anonymity for the Whistleblower, except in the case in which the verifications carried out following the Whistleblowing lead to the commencement of criminal, administrative or tax investigations, or give rise to disciplinary proceedings based exclusively on the Whistleblowing and the knowledge of the identity of the author of the Whistleblowing is absolutely essential for the ascertainment of the facts and the defence of the person mentioned in the Whistleblowing.

The addressees of the Procedure are all potential Whistleblowers, as listed above.

Subject of the Report

The Report, as mentioned above, may concern actions or omissions:

that may constitute administrative, accounting, civil or criminal offences under national and/or European Union law, in particular actions or omissions:
- affecting the financial interests of the Union as referred to in Article 325 of the CFA,
- affecting the internal market, i.e. violations of EU competition and state aid rules, and violations of corporate tax rules, including mechanisms that frustrate the object and purpose of the rules;
carried out in violation of the Code of Ethics and/or of the Organisation and Management Model of Young Platform, or of other internal company provisions punishable under a disciplinary profile;
likely to cause financial damage or harm the image of Young Platform;
liable to damage the health or safety of employees, collaborators, consultants, users or the environment in general;
cause harm to users or employees or other persons carrying out their activities on Young Platform’s premises.

The Report may NOT deal with grievances, claims or demands of a personal nature concerning the employment relationship or relations with superiors and colleagues.

Content of the Report

The Report must contain all the useful and necessary elements to ascertain the validity of the facts reported in order to allow for the necessary verifications. Generic and vague Reports that do not allow the facts reported to be ascertained will NOT be considered acceptable.

To this end, a WHISTLEBLOWING REPORT FORM (hereinafter the “Form“) is made available on the Young Platform website, in the section dedicated to the Whistleblowing Procedure, which is useful to avoid generic Whistleblowing Reports and to provide all the necessary elements to proceed with the verification of the facts. The Form, after being filled in, dated and signed, can be sent by the methods described below.

Young Platform may also consider anonymous reports, after verification:

the seriousness of the issue raised;
its credibility;
the likelihood that the fact is confirmed by reliable sources.

Addressees of the Report – Submission Procedure

The Report must be addressed to the Supervisory Board of Young Platform and will be handled and filed in such a way as to ensure its confidentiality.

The Report made by filling in the Form can be submitted in the following ways:

by sending it to the e-mail address [email protected];
by postal service by registered letter with return receipt, addressed to the Supervisory Board of Young Platform, at the registered office of the Company, bearing on the outside the words “Confidential/Whistleblowing”.

The identity of the Whistleblower will be known only to the Supervisory Board, which will guarantee its confidentiality (except in cases where it is required by law to disclose the identity of the Whistleblower).

Reporting Verification Activities and Response Times

The Supervisory Board, after having issued the Reporting Party with a notice of receipt of the Report within 7 (seven) days from the date of receipt, verifies the merits of the Report through any activity it deems appropriate, including the hearing of the Reporting Party and of any persons who may report on the facts reported, in compliance with impartiality and confidentiality. To this end, the Supervisory Board will maintain contacts with the Whistleblower, from whom it can always request, if necessary, further information.

In the verification activity, the Supervisory Board may make use of the competent corporate structures, always respecting the confidentiality of the identity of the Reporting Party. Once the verification phase is over, the Supervisory Board must communicate the outcome of the audit activity:

the Board of Directors and the Board of Auditors, for any further action that may be necessary to protect the Company;
to the Board of Auditors in the event that the reported activities concern members of the Board of Directors.

The Supervisory Body will complete the verification activity within a maximum period of 3 (three) months from the date on which the Form was received, which may be extended by a further 3 (three) months if the complexity of the case requires further investigation. Upon completion of the verification, the Supervisory Body will communicate the outcome of the report received to the Whistleblower.

Forms of Whistleblower Protection

Planned:

the protection of the confidentiality of the identity of the reporter in the manner and within the limits provided for in Article 329 of the Code of Criminal Procedure;
the prohibition of discrimination against the Whistleblower;
the legitimate processing of the personal data of the reporter, as well as of the subjects involved in the reporting and verification activities, in compliance with the GDPR and the applicable national privacy and data protection legislation;

with the exception of liability for libel or defamation, or where anonymity cannot be enforced by law, the identity of the Whistleblower is protected in any context subsequent to the Whistleblowing and cannot be disclosed without his/her express consent.

No retaliation or discrimination, whether direct or indirect, may be practised against the reporting employee for reasons related, directly or indirectly, to the Report submitted.

An employee who believes he/she has suffered discrimination for having reported an offence must give detailed information to the Supervisory Board, which will assess the existence of the elements and then, in turn, represent the incident to the Board of Directors of the Company for the relevant investigations and measures, or to the Board of Statutory Auditors, if one or more members of the Board of Directors are involved in the matter.

External reporting to ANAC – Italian National Anti-Corruption Authority

The Reporting Party may issue an external alert if:

after having sent the Report to the Supervisory Board of Young Platform, it was not followed up;
has reasonable grounds to believe that, if it were to make an internal report, it would not be effectively followed up, i.e. that the report could give rise to the risk of retaliation;
has well-founded reasons to believe that the infringement may constitute an imminent or obvious danger to the public interest.

To this end, ANAC ensures an external reporting channel, making the relevant operating and access information available on its institutional website, to which express reference is made.

Whistleblower responsibilities

The Whistleblowing Procedure is without prejudice to the whistleblower’s criminal and disciplinary liability in the event of a libellous or defamatory report under the Criminal Code and Article 2043 of the Civil Code.

Any form of abuse represented by Reports that are manifestly opportunistic and/or made for the sole purpose of harming the whistleblower or other persons, and any other hypothesis of improper or instrumental use of the Whistleblowing System covered by this Procedure, shall also give rise to liability in disciplinary or other competent fora.

Last updated: 27.03.2023